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Ben R. Wheeler

Chief Financial Officer at MYRIAD GENETICSMYRIAD GENETICS
Executive

About Ben R. Wheeler

Ben R. Wheeler is Chief Financial Officer of Myriad Genetics, appointed effective August 16, 2025; he was also designated Principal Accounting Officer effective October 24, 2025, with no additional compensation for that designation . Wheeler, age 42, has held senior finance and accounting leadership roles at Myriad for more than 13 years and previously served as an auditor at Ernst & Young; he holds bachelor’s and master’s degrees in accounting from Brigham Young University and is a CPA . Company performance context for incentive alignment: Myriad delivered 2024 revenue of $837.6–$838.0 million (+11% YoY), adjusted operating income of $21.8 million, adjusted EBITDA of $40.4 million, and improved adjusted EPS to $0.14; long‑term incentives include PSUs tied to revenue, adjusted EPS, and relative TSR measured against the Nasdaq Health Care Index (IXHC) .

Past Roles

OrganizationRoleYearsStrategic Impact
Myriad GeneticsChief Financial OfficerAug 2025–presentPromoted to CFO to lead finance and support profitable growth strategy; reaffirmed FY25 guidance upon appointment .
Myriad GeneticsPrincipal Accounting Officer (additional designation)Oct 24, 2025–presentDesignated PAO in addition to CFO; no additional compensation .
Myriad GeneticsSVP & CFO, OperationsJun 2022–Aug 2025Led operational finance; precursor to CFO role .
Myriad GeneticsSVP, Finance & TreasuryJul 2020–Jun 2022Oversaw treasury and finance functions .
Myriad GeneticsSVP, AccountingJun 2018–Jul 2020Led accounting organization .
Myriad GeneticsVP, Corporate ControllerDec 2014–Jun 2018Corporate controllership and reporting .
Myriad GeneticsControllership rolesDec 2011–Dec 2014Progressive accounting leadership .

External Roles

OrganizationRoleYearsStrategic Impact
Ernst & YoungAuditorPre‑2011Audit and assurance experience foundational to controllership and CFO roles .

Fixed Compensation

ComponentDetail
Base Salary$490,000 (per Employment Agreement, effective Aug 16, 2025) .
Target Annual Bonus75% of base salary (CHCC/CEO‑set goals annually) .
Principal Accounting Officer designationNo additional compensation when designated on Oct 1/24, 2025 .

Performance Compensation

Initial Equity Grants (upon CFO appointment)

Grant DateInstrumentSharesVesting Terms
Aug 16, 2025RSUs (time‑based)60,000“Standard” time‑based vesting; company practice is pro‑rata over 3 years subject to continued employment .
Aug 16, 2025RSUs (performance‑based)60,000Vest upon satisfaction of CHCC‑set performance metrics and standard time‑based vesting; company PSUs typically measure revenue, adjusted EPS, and relative TSR over a 3‑year period .

Company LTIP Design (context for Wheeler’s PSU metrics)

MetricWeightingMeasurement WindowVesting
Revenue34%FY2026 resultPSUs vest on 3‑year anniversary subject to metrics .
Adjusted EPS33%FY2026 resultPSUs vest on 3‑year anniversary subject to metrics .
Relative TSR vs IXHC33%Jan 1, 2024–Dec 31, 2026PSUs capped at target if absolute TSR is negative .

2024 Short‑Term Incentive (STIP) precedent for CFO role

MetricCFO WeightThresholdTargetMaximumActualAchievement (% of Target)Payout Component
Revenue35%$788.5m$830.0m$871.4m$837.6m109%38.2% (weight×achievement) .
Adjusted Operating Income25%($5.6)m$7.2m$20.3m$21.8m150%37.5% (weight×achievement) .
Employee Engagement (percentile)5%54th77th91st79th107%5.4% .
Customer NPS (percentile)5%60th65th75th71.6th133%6.7% .
Individual MBOs30%CFO MBO score 83%25.0% × 83% = 20.8% .
Total STIP Payout (CFO)112.7% of target bonus .

Notes: The table reflects 2024 CFO calibration and outcomes (Scott Leffler) to illustrate the metric architecture and payout formula used by CHCC; Wheeler’s ongoing STIP will be set annually by CHCC/CEO under a similar framework .

Equity Ownership & Alignment

  • Stock ownership guideline: CFO must hold common stock valued at 3× base salary; executives must retain 50% of net shares from RSU vesting or option exercise (after taxes) until guideline met .
  • Anti‑hedging and anti‑pledging: Hedging, short sales, and pledging of company stock are prohibited, with no waivers granted .
  • Clawback policy: Board adopted a clawback policy compliant with SEC and Nasdaq rules in 2024; CHCC administers recoupment of incentive compensation as applicable .
  • Beneficial ownership: Specific share counts for Wheeler not disclosed in the 2025 proxy; compliance status relative to the 3× guideline not disclosed .

Employment Terms

ItemDetail
Employment AgreementDated Aug 14, 2025; CFO start Aug 16, 2025; sets base salary ($490k), 75% target bonus, LTI eligibility, and initial RSU grants (60k time‑based; 60k performance‑based) .
Standard AgreementsEmployee invention/confidentiality & restrictive covenants; Severance and Change‑of‑Control Agreement; Indemnification Agreement executed with CFO appointment .
Severance/Change‑of‑Control Economics (precedent)The company’s CFO Severance and Change‑of‑Control framework (as evidenced in Leffler’s 2025 separation) provided a lump‑sum equal to current base salary ($550k) + current target bonus ($412,500) + pro‑rata target bonus ($276,884), plus up to 12 months of COBRA premium payments; time‑based equity accelerated to the extent scheduled to vest within 24 months and performance awards remained outstanding for up to 24 months for potential vesting if conditions were met .
Principal Accounting Officer designationWheeler designated to also serve as PAO effective Oct 24, 2025; no incremental compensation .

Compensation Peer Group and Governance

  • Peer group: CHCC used a 19‑company peer set (e.g., Exact Sciences, Natera, NeoGenomics, Veracyte, Bio‑Techne, Invitae, etc.) and survey data to benchmark executive compensation decisions for FY2024 .
  • Say‑on‑pay: 95% approval at the June 6, 2024 annual meeting, indicating strong shareholder support for the pay program .
  • Pay practices: 50% of executive equity granted as PSUs; caps if absolute TSR negative; no repricing; robust ownership guidelines; anti‑hedging/pledging; annual advisory vote on compensation .

Performance Compensation Detail (program context)

FeatureCompany Design
Annual Cash STIP metricsRevenue and adjusted operating income (50–70% combined weight), employee engagement (5%), customer NPS (5%), and individual MBOs (20–40%) .
FY2024 outcomesRevenue achieved 109% of target; adjusted operating income 150%; engagement 79th percentile (107%); NPS 71.6th percentile (133%) .
LTIP PSU metricsRevenue (34%), adjusted EPS (33%), relative TSR vs IXHC (33%); 3‑year measurement/vesting; 2022 PSU total achievement was 66% (revenue growth 98%, adjusted EPS 0%, relative TSR 100%) .

Risk Indicators & Red Flags

  • Pledging/Hedging: Prohibited by policy; reduces misalignment risk .
  • Clawback: Adopted and administered by CHCC; supports pay‑for‑performance integrity .
  • Severance optics: CFO precedent includes one‑year COBRA and significant equity acceleration over a 24‑month schedule—a retention lever but potential optics risk in downturns .
  • Governance: Strong ownership guidelines (3× salary for CFO) and mandatory 50% post‑vesting hold until compliance; mitigates near‑term selling pressure .

Investment Implications

  • Alignment: Wheeler’s package links pay to revenue, adjusted EPS, and relative TSR, with robust ownership requirements and anti‑hedging/pledging—positive alignment and governance signals .
  • Retention and selling pressure: Initial 120k RSUs (half performance‑based) and 3‑year vesting structure support retention; the 50% post‑vesting hold until 3× salary guideline is met should temper near‑term selling pressure, though scheduled accelerations under severance frameworks can create event‑driven supply if triggered .
  • Execution risk: CHCC’s 2024 metrics were met/exceeded (revenue/adjusted OI), but payer policy changes (e.g., UHC’s PGx coverage) pressured stock and operations in 2025; Wheeler’s finance leadership will be critical to navigating reimbursement and strategic realignment impacts on margins and cash flow .
  • Shareholder sentiment: High say‑on‑pay support and disciplined CHCC practices reduce governance overhang; monitoring future PSU outcomes and changes to incentive metrics remains key .